Annual Report & Accounts for the year ended 30 September 2014

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1 Annual Report & Accounts for the year ended

2 Operational & financial highlights Growth roadmap exceeded: 11% increase in underlying operating profit at constant currency 2 > > Underlying operating profit increased by 11% to 654m on a constant currency basis 2. Underlying operating profit increased to 612m (: 589m). > > Significant increase in statutory operating profit to 499m (: 297m), reflecting improvement in underlying operating profit, lower impairment charges and lower separately disclosed items. Mainstream strategy continues to deliver sustainable, profitable growth > > Mainstream underlying operating profit up 13% on a constant currency basis 2 to 581m (: 514m). Driven by strong performances in the UK, Germany and Netherlands and a halving of French tour operator losses. > > Underlying operating profit margin increase of 40bp in the UK (6.9%) and 30bp in Germany (3%), on a constant currency basis 2. > > Nordics suffered from a challenging H1 performance but results have since stabilised. A change of management in H2 and implementation of our One Nordic structure leaves us well positioned for growth. > > The trading environment in Russia and Ukraine continues to be challenging due to geopolitical issues. > > Unique holiday mix now 71%. Directly distributed holidays are 68% of Mainstream holidays, with online sales at 38%. > > Record customer satisfaction level of 79% maintained across our key markets. > > One Mainstream model firmly in place, delivering a more effective and streamlined operation. > > Our customers continue to experience the benefits of our digital transformation strategy. Leveraging our global leadership position in Accommodation Wholesaler > > TTV growth of 15% driven by Asia and Latin America. > > Strong underlying operating profit growth of 21% at constant currency 2, exceeds roadmap target. Delivering increased shareholder value > > Free cash flow increases 12% to 477m on a constant currency 2 basis. The available net cash 5 position of 371m (: 2m) provides further balance sheet strength. > > Our 350m October convertible bond saw 99.6% conversion into TUI Travel shares, demonstrating investor confidence in the business. > > Cash conversion rate of 85% (: 93%) 3 ahead of 70% target; continued strong ROIC performance 14.6% (: 14.8%). > > A second interim dividend of 20.5p will be payable on completion of the merger. This includes 10.5p in lieu of a final dividend (: 9.75p). Revenue 14,619m : 15,051m -3% Underlying operating profit 612m : 589m +4% Underlying profit before tax 475m : 461m +3% Free cash flow 403m : 427m -6% Basic underlying earnings per share 29.1p : 30.1p -3% Dividend per share 24.55p : 13.5p > > Pleased with current trading > > Winter /15 63% of the programme sold with Mainstream bookings and average selling prices up 1%. > > Strong trading in UK continues across both seasons with bookings up 4% for Winter /15 (53% sold) and 9% for Summer 2015 (22% sold). Underlying results 1 Statutory results Year ended 3 Change % 3 Revenue 14,619 15,051-3% 14,619 15,051 Operating profit % Profit before tax % Free cash flow % Basic earnings per share (pence) % Dividend per share (pence) Underlying operating profit excludes separately disclosed items, acquisition related expenses, impairment of goodwill and financial assets and interest and taxation of results of the Group s joint ventures and associates 2 Constant currency basis assumes that constant foreign exchange translation rates are applied to the underlying operating result at prior year rates 3 Comparative figures for the year ended 30 September have been restated to reflect the adoption of revised IAS 19 Employee benefits 4 Dividend of 20.5p payable on completion of the merger. This includes 10.5p in lieu of a final dividend 5 Net cash position defined as cash and cash equivalents less loans, overdrafts, finance leases and excludes restricted cash.

3 Our vision Making travel experiences special See Our strategic framework and business models on page 12 Who we are TUI Travel PLC is one of the world s leading international leisure travel groups, operating in approximately 180 countries worldwide. It serves more than 30 million customers in over 31 source markets. Headquartered in the UK, the Group employs approximately 57,000 people and operates a pan-european airline group consisting of 136 aircraft. The Company is organised and managed through three principal business Sectors: Mainstream, Specialist & Activity and Accommodation & Destinations. In the financial year ended TUI Travel had revenues of 14.6bn and an underlying operating profit of 612m. See Our structure on page 10 TUI Travel is listed on the London Stock Exchange as a member of the FTSE 100 and FTSE4Good Indices. For more information visit Strategic REPORT ifc Operational & financial highlights 02 TUI Travel at a glance 04 Our featured brands 06 Chairman s statement 07 Chief Executive s statement 08 Why we do it: Market overview 10 How we do it: Our structure 12 How we do it: Our strategic framework and business models 14 How we do it: Our key strategic drivers 24 How we do it: Sustainable development 32 How we do it: Our people 38 How we measure it: Key performance indicators 42 What are the risks? Principal risks 51 Health & Safety 52 Group performance 55 Our growth levers 57 Segmental performance 61 Current trading and outlook 62 Tax DIRECTORS REPORT 64 Board of Directors 67 Corporate Governance report 73 Audit Committee 77 Nomination Committee 79 Remuneration report 99 Other statutory disclosures 102 Directors responsibilities Financial statements 104 Independent Auditors report (Group) 110 Consolidated income statement 111 Consolidated statement of comprehensive income 112 Consolidated balance sheet 113 Consolidated statement of changes in equity 114 Consolidated statement of cash flows 115 Notes to the consolidated financial statements 179 Independent Auditors report (Parent Company) 180 Company balance sheet 181 Notes to the Company s financial statements Shareholder information 186 Contacts and advisers 186 Shareholder discount 186 Glossary of key terms 187 Index 01

4 02 TUI Travel PLC Annual Report & Accounts STRATEGIC report Group overview TUI Travel at a glance the investment case Reasons to invest in TUI Travel PLC Our growth levers: Creating shareholder value Delivering Mainstream growth > > Unique holidays only available from TUI Travel > > Distributed directly to the customer growth from online > > Leveraging our scale Organic Specialist & Activity growth Leveraging our global leadership position in Accommodation Wholesaler through growth in existing markets Investing in Accommodation OTA Focus on free cash flow generation, ROIC and operational efficiency Pioneering sustainability change in our sector See more on pages 55 and 56 where we operate TUI Travel is a global business operating across 31 key source markets in 180 countries worldwide. Our 31 key source markets are: Australia Austria Belgium Brazil Canada China Czech Republic Denmark Finland France Germany Hungary India Ireland Italy Luxembourg Mexico The Netherlands New Zealand Norway Poland Russia Singapore Slovenia Spain Sweden Switzerland Thailand Ukraine United Kingdom United States What we do Make travel experiences special Why we do it Market overview Leisure travel market: saw international arrivals increase by 5% to 1,087 million people Our main focus for tour operator and destination growth is in Europe where the leisure travel market grew 5.4% Our main focus for online accommodation growth is in Asia where we saw the leisure travel market grow 6.2% Travel and tourism accounts for 9.5% of global GDP and 1 in 11 jobs worldwide Market growth is forecast to rise 4.2% per annum from 2024 Continues to be driven by high growth in online bookings (see KPIs) We are well positioned to benefit from the market s size and growth See more information on page 08

5 TUI Travel PLC Annual Report & Accounts Strategic REPORT Directors report Financial statements Shareholder information 03 How we do it How we measure it What are the risks? Strategic framework, business models, strategy, sustainability and people Our Strategy Through our global brand portfolio and travel expertise we are focused on delivering leisure travel experiences designed for our customers ever changing needs Two strong business models addressing the different customer demands within the market Tour Operator and Online Accommodation Our Strategic Drivers Content, Brands & Distribution, Technology, Growth & Scale and People Our Values Customer Driven, Playing to Win, Responsible Leadership and Value Driven Sustainable Development Taking care in destinations, reducing carbon emissions and engaging our colleagues and customers in sustainability Our People Engaging, enabling and investing in our 57,000 people is key to the Group s success Our principal KPIs Return on invested capital 14.6% vs 14.8% ( vs ) Cash conversion 1 % 85% vs 93% ( vs ) Free cash flow excludes net aircraft pre-delivery payments and movements in restricted cash. cash conversion restated to reflect the adoption of revised IAS 19 Employee benefits. Unique holidays mix, as a proportion of total Mainstream Sector holidays 71% vs 68% ( v *) *Unique calculation updated to include Airtours brand and long-haul destinations not previously included within packages Direct distribution mix, as a proportion of total Mainstream Sector holidays 68% vs 66% ( vs ) Online distribution mix, as a proportion of total Mainstream Sector holidays 38% vs 35% ( vs ) Turnaround and cost savings delivered 12m Increase in underlying operating profit on a constant currency basis for Accommodation Wholesaler business +21% Carbon efficiency, measured through TUI Travel airlines average carbon emissions per revenue passenger kilometre (CO 2 /RPK): 69.9g CO 2 /RPK vs 70.7g CO 2 /RPK ( vs ) Principal risks Strategic risks Consumer preferences and desires Business improvement opportunities New markets, acquisitions & investments Operational risks Global financial factors Talent management Political volatility, natural catastrophes and outbreaks Compliance risk Regulatory environment See more information on page 42 The merger The shareholders of TUI Travel PLC and TUI AG have approved an all-share nil premium merger which will complete on 17 December See more information on pages 12 to 37 See more information on page 38

6 04 TUI Travel PLC Annual Report & Accounts STRATEGIC report Group overview Our featured brands TUI Travel operates over 220 brands which are available to view on our website A selection of our featured brands includes: Our German Mainstream brand, TUI, is the market leader in Germany, operating the widest variety of unique holidays of any tour operator on the German market and is a favourite brand for consumers and travel agencies alike. For more visit For over 50 years, Thomson has been delivering holidays to the English and Irish market. It is committed to offering holidays that are designed around specific customers needs, and only exclusively available from Thomson. These unique holiday concepts include Sensatori, Thomson Couples, Thomson Family Resorts, First Choice Holiday Villages and SplashWorld Resorts. For more visit airtours is one of the key players in the German luxury travel market, offering exclusive, individual and comprehensive holiday packages for over 40 years. For more visit Laterooms.com is a leading consumer facing brand in the UK online travel agent sector, providing a huge variety of hotels to customers. This includes chains, boutique hotels, Bed and Breakfasts and even luxury spas. For more visit Operating over 400 yachts in 22 destinations, The Moorings is the world s leading yacht charter company, offering all-inclusive private luxury crewed yachts for sailing or power yacht holidays. For more visit Quark Expeditions is the leading adventure provider for polar-expeditions. For over 20 years it has been offering trips to the most remote regions of the earth, for a number of markets including North America, the United Kingdom and Australia, providing specially equipped vessels and seasoned expedition leaders. For more visit

7 TUI Travel PLC Annual Report & Accounts Strategic REPORT Directors report Financial statements Shareholder information The number of countries the Group operates in Fritidsresor is our largest Mainstream business in the Nordic source markets and offers package tours to destinations worldwide, including the Mediterranean, the Canary Islands and Thailand. Offering a range of city trips, air and car holidays, Jetair is our largest Mainstream brand in Belgium. For more visit For more visit Hotelbeds has a market leading position as a global accommodation wholesaler, supplying over 60,000 hotels in 180 countries to tour operators, airlines and travel agents alike. Intercruises is the world leader in cruise ground handling services, offering first class ground handling services to river cruises and port agencies. It served over 11,000 port calls in. For more visit For more visit Arke is the leading B2C travel brand in the Netherlands, and the key Mainstream brand for the Dutch source market, and has over 100 travel shops across the country. For more visit Crystal is the UK & Ireland s largest ski tour operator and has commanding positions in the world s greatest ski areas. From self-catering apartments to fully-catered ski chalets, Crystal takes customers to the best snow resorts worldwide. For more visit

8 06 TUI Travel PLC Annual Report & Accounts STRATEGIC report Group overview Chairman s statement TUI Travel has delivered another record year. I am pleased to report that we have once again improved our underlying operating profit by 4% to 612m or by 11% on a constant currency basis to 654m (: 589m). The Group s underlying basic earnings per share (EPS) decreased by 3% to 29.1p ( restated: 30.1p); this was driven by the impact of foreign exchange translation and the expected higher interest and tax charges. Our statutory operating profit increased to 499m (: 297m) following a separately disclosed item credit of 1m (: debit of 24m) and no repeat of the 188m goodwill impairment charges relating to our Specialist & Activity business and French tour operator last year. Our statutory EPS has moved from 4.6p in to 16.4p for. The TUI Travel and TUI AG merger that was agreed by an overwhelming majority of shareholders on 28 October is a fantastic result for both businesses. The combined group will achieve further sustainable growth at a faster rate, delivering more value to both shareholders and customers. I am very excited about the opportunities we have for the future. The travel and tourism industry remains a growing one. International arrivals increased by 5% in to 1,087 million and are expected to increase by 3.3% a year to reach 1.8 billion by 2030*. We are therefore well positioned as market leader in the leisure sector to take full advantage of this growth industry. Results Our strong financial performance is driven by our strategy. We know what our customers want and we continue to deliver unique holiday experiences sold directly to them, increasingly online. Our success is testament to the continuing commitment to put the customer first in everything we do. This year we maintained record customer satisfaction levels of 79% across our key Mainstream Source Markets. Our unique holidays now account for 71% of all Mainstream holidays, up three percentage points on the prior year (: 68%**). The growth in this key strategic area reflects the demand our customers have for our unique holidays. Holidays that were distributed directly to our customers now make up 68% of Mainstream holidays, up two percentage points on last year (: 66%), with online sales at 38%, up three percentage points (: 35%). For more information, please see page 52 Dividends Following completion of the merger with TUI AG and as stated in the prospectus, we understand the Directors of the combined group intend to adopt a dividend policy in line with TUI Travel s present progressive dividend policy under which dividends grow broadly in line with earnings. TUI Travel shareholders (including TUI AG) will receive a second interim dividend of 20.5 pence per TUI Travel share, to include 10.5 pence per TUI Travel share in lieu of a final dividend (: 9.75p) for the financial year /14. At the time of our interim results, the Board proposed an increase of 8% to 4.05p (: 3.75p), leading to a full year dividend of 24.55p (: 13.5p). Provided the performance of the combined group develops in line with expectations, the combined group will target an increase in its dividend per share for the financial years /15 and 2015/16 of 10% in excess of the growth in the underlying earnings per share growth for the combined group. Board On 7 February Val Gooding and Vladimir Yakushev were appointed as Independent Non-Executive Directors. Vladimir Yakushev resigned on 24 March. On 16 December Volker Böttcher and Tony Campbell resigned and retired respectively. Harold Sher also retired from the Board on 18 September. Their knowledge and experience was greatly valued and will be missed. For more information on the Board, please see page 64 Sustainable development Our sustainability performance has been recognised through many achievements this year, including joint first place in the FTSE 350 with a perfect 100 score for climate change reporting and transparency (Carbon Disclosure Project). We have made significant progress in the final year of our Sustainable Holidays Plan our three-year sustainability strategy which aligns with our corporate strategy and strategic drivers. Our airlines are Europe s most carbon efficient. In FY14, TUI Travel airline's CO 2 per revenue passenger kilometre was 69.9g an improvement of 10.3% over the last six years. We also exceeded our goal to deliver 10 million greener and fairer holidays over three years, by taking over 11.5 million customers to hotels with credible sustainability certifications. Sustainability is a priority for our business and our industry we have experienced a range of business benefits, including cost efficiencies, quality improvements and the enhanced engagement of customers, colleagues and suppliers. We aim to continue to lead the industry by making real changes at scale. For more information, please visit page 24 Colleagues I am extremely proud of each and every one of our 57,000 colleagues who have combined to deliver another set of record results. Through meeting our colleagues across the business, it is their unbridled passion and drive to deliver the best holiday experience for our customers that is a key success factor for our Group. Aligned with the vision of Making travel experiences special, the hard work, commitment and dedication of our colleagues are essential to the future growth of the business. On behalf of the Board, I would like to thank all of them personally for their efforts in producing another fantastic, record-breaking year for TUI Travel PLC. Friedrich Joussen Non-Executive Chairman Another record year... *UNWTO s Long Term Forecast: Tourism Towards 2030 **Unique calculation updated to include Airtours brand and long-haul destinations not previously included within packages

9 TUI Travel PLC Annual Report & Accounts Strategic REPORT Directors report Financial statements Shareholder information 07 Chief Executive s statement Before anything else, I would like to thank our 57,000 colleagues across the Group, whose hard work and determination is the reason for this year s success. Having delivered 11% growth in underlying operating profit on a constant currency basis, we have outperformed our growth roadmap for the second year in a row. The merger with TUI AG will strengthen and future-proof the combined group. It will also enhance the certainty of long-term unique holiday growth and reinforce our clear competitive advantage through further control over the end-to-end customer experience. This will mark the start of an exciting new phase of growth, delivering significant opportunities and value to customers, employees and shareholders. Our Mainstream strategy is delivering sustainable, profitable growth through our focus on unique holidays, direct distribution and optimum leveraging of our scale, all contributing to the 13% growth in underlying operating profit on a constant currency basis of the Sector this year. Accommodation & Destination had another good year. The Accommodation Wholesaler business was the stand out performer with underlying operating profit growth of 21% on a constant currency basis. Over the year, we sold 27.8 million roomnights across the Sector, up 10% on the year before. Specialist & Activity has seen a more mixed performance: tougher trading in Adventure and Marine offset by strong results from the North American Specialist and Education businesses, and weak comparatives in Sport led to a performance broadly in line with last year. We have continued to deliver on our five strategic drivers across the Group. Unique holidays now account for an impressive 71% of our Mainstream sales, the business benefits of which include higher average selling prices, higher rates of retention and earlier bookings. Continuing to build on our portfolio of unique products, the UK business opened 10 new Thomson Couples resorts, nine Thomson Scene, one additional Holiday Village and another flagship Sensatori hotel. We are targeting a 76% mix of unique content by 2017 and we are confident that we will achieve this. Online holiday sales stand at 38% of Mainstream sales. This is up from 21% in 2007 and we are targeting 50% online sales for Mainstream by The TUI Digital Assistant app continues to be a huge success; it has now been launched in five Source Markets and has been downloaded one million times. The app allows us to be present at every stage of the end-to-end customer journey. We have continued to enhance the app over the year, and are looking forward to implementing some key strategic developments to it over the coming months. A key development has been the introduction of the search and book functionality, allowing users to find and book their dream holiday using their mobile device. We have continued to take delivery of our Boeing 787 Dreamliners, with Arkefly and Jetairfly flying their first this year. The aircraft, which have received fantastic customer feedback, are delivering the targeted 20% of fuel savings which, along with substantial financial benefits, helps us to achieve our sustainability commitment to operate Europe s most fuel efficient airlines. Also this year, we have built on the foundations of One Mainstream, which allows us to take full advantage of our scale and buying power and delivers more effective operations across the sector. One Aviation is a great example of the success of such collaboration, building one virtual airline operated from various locations, delivering significant reductions in overheads and sharing best practice. We are well positioned to build on our record performance next year as part of a new combined group. Our Winter /15 programme is currently 63% sold, with the UK sales to date up 4% year-on-year. Our Summer 15 programme has seen an impressive start to trading in the UK, with current bookings up 9% compared to. It is clear to me that our colleagues are the driving force behind our fantastic results. Our people are a key differentiator for TUI Travel, they set us apart from our competition and I would like to thank them for their continued commitment and passion. Since the formation of TUI Travel in 2007 we have been on a journey of value creation for shareholders. Total shareholder return has grown by 138% since that time, a strong performance against challenging market conditions. Future-proofing our business through the merger with TUI AG will enable our continued sustainable growth going forward. I am looking forward to completing the merger with TUI AG (expected on 17 December ) and to beginning the next chapter of our journey as a new, stronger, combined group in the coming years. Peter Long Chief Executive 11% Growth in underlying operating profit on a constant currency basis

10 08 TUI Travel PLC Annual Report & Accounts STRATEGIC report Why we do it: Market overview The economic environment The global economic outlook remained steady in with GDP growth projections of 3.3% (: 3.3%) 1. The outlook results from mixed geographical performances with the UK, Germany and Spain strengthening on, offset by weak growth in the United States, as well as ongoing tensions in Russia and the Middle East. Despite these downsides, the positive trend is expected to continue into 2015, when global growth is expected to rise to 3.8% 1. Within the Eurozone, growth is expected to register at 0.8% in and 1.3% in 2015, following two years of decline 1. Our two main source markets, UK and Germany, registered the biggest growth increase amongst advanced economies, growing 3.2% and 1.4% respectively 1. Unemployment is slowly decreasing, down to 6.3% in the UK (from 7.7%) and to 5% from 5.3% in Germany 2. The leisure travel market Arrivals increased again by 5% to 1,087 million in following the record breaking 2012 where international arrivals surpassed the one billion mark for the first time 3. The regional trends remain broadly in line with those of last year. Europe, which is responsible for over 50% of global arrivals and our main focus both in terms of tour operator market and destination growth, and Asia, our focus for online accommodation growth, registered the largest increases on last year at 5.4% and 6.2% respectively 3. The Middle East was the only region to suffer a decrease, albeit only by 0.2%, a vast improvement on the 5.4% decrease registered from 2011 to Europe is the only region to see a year-on-year increase in growth rate with all other regions showing slightly slower growth than the previous year. A stronger euro also helped contribute to a healthy increase in tourist receipts in the region of $490bn 3. We are operating in an increasingly dynamic environment; this year saw the proliferation of peer-to-peer business models, a challenging environment for airlines both scheduled and Low Cost Carriers, and the continued growth of online travel agencies. Demand for leisure travel remains strong and, as our main markets recover from economic stagnation, we are well positioned to maintain our market-leading positions and grow further. The range and quality of our product is well positioned to serve the interests of different customer types. Our dedication to our unique holiday strategy in Mainstream, and to product variety and scope in online accommodation, coupled with a commitment to digital transformation across both models, ensures we continue to cater to the changing needs of our customer. The sustainability challenge Travel and tourism is one of the world s largest industries. The growth and employment it creates makes it of critical importance to the global economy contributing 9% of global GDP and 6% of global exports 3. It is responsible for 1 in 11 jobs globally 3 and is the main source of foreign exchange in one-third of developing countries 4. Travel and tourism also accounts for around 5% of global carbon dioxide emissions 4, half of which is attributable to aviation. Recent UN research shows that only 34% of countries said that their tourism sector was guided by a sustainable tourism policy 4 Therefore the challenge for our industry is to maximise the positive social and economic impacts of tourism while minimising environmental impacts. Supporting local livelihoods and protecting the environment is not only the right thing to do, but brings a significant business benefit as well. In 2012, we developed our Sustainable Holidays Plan 2012, which sets out four ambitious goals underpinned by 20 commitments in our priority areas taking care in destinations, reducing carbon emissions and engaging our colleagues and customers in sustainability. See our Sustainable development section on page 24 and for more information. The political climate As a global organisation, we feel the impact of government regulation in all of the markets in which we operate. Some of our activities, such as those undertaken by our airlines, are heavily regulated. Lawmakers continue to focus upon how they can balance consumer protection with the need to promote growth and protect jobs. Our political and regulatory affairs team seek to engage with legislators at an early stage in relation to all of those areas of regulation which may have a material impact upon the way we do business. Our focus is always to work with governments to bring forward legislation that is fit for purpose, properly balances the interests of industry and consumers and treats all industry players fairly. The last 12 months have seen continuing developments at the European level in respect of two major areas of legislative reform: Air Passenger Rights and the Package Travel Directive. We have engaged consistently with the Commission, the European Parliament and with member states as they have considered these reforms and will continue to do so over the coming 12 months. Aviation taxation also remains on the agenda as governments across the world look for ways to increase revenue. Our role is to remind them of the importance of the travel and tourism industry as a driver for growth. In the UK, the debate on airport capacity continues, following publication of a report from the Airports Commission in December. We will maintain a full role in that debate in order to ensure that the specific requirements of leisure airlines and passengers are fully understood. world economic outlook % change in GDP INTERNATIONAL ARRIVALS (m) Emerging Markets World Germany Advanced Economies UK World Europe Asia Americas Middle East Africa 1. IMF World Economic Update, October 2. Eurostat 3. UNWTO Tourism Highlights 4. United Nations Environment Programme (UNEP),

11 TUI Travel PLC Annual Report & Accounts Strategic REPORT Directors report Financial statements Shareholder information 09 TOUR OPERATOR ONLINE ACCOMMODATION OUR FOOTPRINT Our principal Mainstream brands operate from the UK, Germany, France, Sweden, Belgium, the Netherlands, Austria, Poland, Switzerland & Canada. The global travel expenditure combined of these 10 markets amounts to 509bn. Our four largest source markets of the UK & Ireland, Germany, France & Sweden make up over 70% of this spend.* In the Specialist & Activity Sector we have over 100 brands that deal with a variety of customer segments from luxury travel to school sports to languages to adventure. This makes it very difficult to quantify a defined market size or position, though the focus is on attaining leading positions in the individual markets and maximising growth opportunities. MARKET SIZE & COVERAGE The global hotel market, which includes all hotel bookings, amounts to 378bn. This is approximately halved to 181bn when considering the bookings made through intermediaries rather than direct. Of this 181bn, approximately 20% of inventory booked through intermediaries, is sourced through a bedbank, amounting to a market size of 35bn for our Accommodation Wholesaler business. The Accommodation only Online Travel Agent (OTA) segment amounts to about 36bn; of this, the addressable segment (markets in which we operate: UK, Asia Pacific and Brazil) amounts to approximately 8.2bn. Our core markets are projected to grow at a 3% CAGR over the next three years. Despite the more challenging environment of recent years, we have seen consistent market growth and healthy projections for the mainstream holiday market. MARKET GROWTH The Accommodation only OTA market is projected to grow at a CAGR of 5.5% over the next five years while the Accommodation Wholesaler market is expected to grow at a CAGR of 7.7%. We remain market leading in almost all source markets in which we operate. In addition, we have market-leading positions in a number of specialist segments with a portfolio of unique products, unrivalled product knowledge and superb customer experience. OUR POSITIONING Our Accommodation Wholesaler business (Hotelbeds & Bedsonline) remains the clear leader in the Accommodation B2B space. With our Accommodation OTA business we are positioned strongly in the UK (LateRooms.com) and are building our presence in the Asia Pacific and Latin American market through Asia Rooms and Malapronta respectively. Customers research and booking preferences are constantly evolving from offline to online, and from desktop to mobile and tablet. Our focus is to ensure we have channels that serve all our customers needs, and that they offer a seamless and personalised service. Unique holiday experiences continue to be popular and attract new customers and, with a diverse range of experiences on offer, TUI Travel remains well placed. KEY TRENDS & FUTURE OUTLOOK Online Accommodation only remains one of the fastest-growing segments in the leisure travel industry. The proliferation of internet use across the world opens up new markets and destinations which guarantees steady growth. *Source: Euromonitor

12 10 TUI Travel PLC Annual Report & Accounts STRATEGIC report How we do it: Our structure TUI Travel is organised and managed through three principal business sectors: mainstream The Mainstream Sector makes up the largest part of our Group in terms of financial performance, scale, scope and number of employees. This Sector incorporates our familiar power brands, such as our tour operators, with circa 1,800 retail stores across Europe and six airlines consisting of 136 aircraft throughout our key source markets. We report via these Source Markets with the largest four reporting separately the UK & Ireland, Nordics, Germany and France. The Mainstream Sector uses the Tour Operator business model. See page 13 source markets uk & ireland nordics germany TUI Travel PLC UNDERLYING OPERATING PROFIT MIX BY SECTOR Mainstream Sector 82% Accommodation & Destinations Sector 12% Specialist & Activity Sector 6% sector Accommodation & DestiNations The Accommodation & Destinations Sector (A&D) is a global provider of accommodation and inbound travel services. It competes in fast-growing areas of the travel industry through three business lines: Accommodation Wholesaler, Online Travel Agent (OTA) and Inbound Services. Both Accommodation Wholesaler and OTA use the Online Accommodation business model while Inbound Services is part of the Tour Operator business model. france other ACC wholesaler See page 13 specialist & activity The Specialist & Activity Sector (SAS) comprises more than 100 brands offering a wide range of unique travel experiences to customers across the globe, from ski and sailing holidays to adventure travel and sports tours. The Specialist & Activity Sector uses the Tour Operator business model. Business Lines ACC ota inbound services See more: How we do it: Our Strategic framework and business models, page 12 See page 13

13 TUI Travel PLC Annual Report & Accounts Strategic REPORT Directors report Financial statements Shareholder information 11 Key destinations Canary Islands, Balearic Islands and Greece Customer numbers/ roomnights 5.2m passengers KEY brands Canary Islands, Greece and Turkey 1.6m passengers Balearic Islands, Turkey and Canary Islands 6.2m passengers Morocco, Tunisia and Turkey 1.4m passengers Turkey, Canary Islands and Spain 5.1m passengers USA, Spain and Turkey UK, Brazil, Singapore and Malaysia 27.8m roomnights Spain, Turkey and Greece 13m passengers Italy, France and USA 1.3m customers

14 12 TUI Travel PLC Annual Report & Accounts STRATEGIC report How we do it: Our strategic framework and business models Our strategic framework underpins everything we do and comprises our Vision, Strategy, Strategic Drivers and the Values that are innate within our business culture. Our strategic drivers are ingrained in our operations with a clear focus on Content, Brands & Distribution, Technology, Growth & Scale and People. Our business models are derived directly from our strategic drivers and focus on the two key areas of long-term growth within the market Tour Operator and Online Accommodation. For more information please see the How we do it: Our key strategic drivers section page 14 Making travel experiences special Through our global brand portfolio and travel expertise we are focused on delivering leisure travel experiences designed for our customers ever-changing needs. VISION STRATEGY OUR VALUES We respect our customers and never forget that they choose to spend their leisure time with us. We share a duty to maintain their loyalty and trust. We anticipate customer desires and everything we do is with them in mind. We believe there is no such thing as a mass market, and that it is just a huge market of individuals. CUSTOMER DRIVEN We are passionate about being the best and about winning with integrity. We seek the ideas and trends that change leisure-time markets for the better and move quickly to action them. We thrive on teamwork. We are not afraid of making brave decisions. We want to do something new every day and we love what we do. PLAYING TO WIN We are committed to sustainable development and to making a positive impact on society. We know leadership has to be earned and we never take it for granted. We communicate openly and easily and help each other develop and grow. We celebrate local differences and actively seek to contribute to a better world. RESPONSIBLE LEADERSHIP We share an infectious entrepreneurial streak and a clear focus on the need for profitability. We look for opportunities that have a commercial advantage for us and add value to our customers experiences. We predict, translate and bring to market new leisure-time products based on their genuine appeal to customers. VALUE DRIVEN

15 TUI Travel PLC Annual Report & Accounts Strategic REPORT Directors report Financial statements Shareholder information 13 TOUR OPERATOR STRATEGIC DRIVERS PAGE 12 ONLINE ACCOMMODATION STRATEGIC DRIVERS IN ACTION Unique, inclusive holidays Tailor-made holidays 1 CONTENT Range and diversity of hotel stock Global destination and source market coverage PAGE 14 Market-leading brands Trusted brands safety & security High levels of controlled distribution 2 BRANDS & DISTRIBUTION Well known Accommodation Wholesaler and Accommodation OTA brands Online PAGE 16 Flexible technological platforms to support growth 3 TECHNOLOGY Market-leading technology PAGE 18 Leveraging scale 4 GROWTH & SCALE Leveraging scale PAGE 20 Knowledge & expertise Driving innovation 5 PEOPLE Knowledge & expertise Driving innovation PAGE 22

16 14 TUI Travel PLC Annual Report & Accounts STRATEGIC report How we do it: Our key strategic drivers The next few pages will provide further detail on what our strategic drivers mean to our Tour Operator and Online Accommodation businesses. This will focus on why they are important, how we adhere to them operationally, and how we know they are working. Whilst the focus of some of our strategic drivers will be considerably different, others demonstrate clear similarities, highlighting the underlying unity between the two models. 1. Content see adjacent 1. Content content case study Differentiating through Dreamliners This year, our Boeing 787 Dreamliner fleet has continued to grow, with both JetAirFly and ArkeFly receiving their first aircraft. The Dreamliner is a key differentiator for TUI Travel, further enabling us to provide an outstanding experience throughout the customer journey, not only in resort. They have received consistently high scores in customer satisfaction questionnaires. 2. Brands & Distribution see page Technology see page Growth & Scale see page People Unique holiday mix now 71% see page 22

17 TUI Travel PLC Annual Report & Accounts Strategic REPORT Directors report Financial statements Shareholder information 15 Unique holidays form the backbone of our Tour Operator strategy Why is it important? By pursuing a unique content strategy we are able to cater to the needs of clearly defined customer segments, thereby appealing to a wide range of our addressable market. The investment in designing and delivering our different hotel concepts attracts satisfied and repeat customers; validated by higher satisfaction and retention scores across source markets. The inclusion of value added services and features, such as private transfers and swim-up rooms, commands a higher margin. Our unique content books earlier than commodity products enabling us to manage our capacity and yield more effectively. By offering content which is exclusive to us, we can distance ourselves from the competition and limit comparisons on meta search engines, e.g. Kayak or Trivago What are we doing about it? In Mainstream we are continuously reviewing our existing concept portfolio, adapting where appropriate for different source markets and opening new destinations. In FY14 we opened Sensatori Jamaica, the sixth property in the collection with a further three in Ibiza, Turkey and Cyprus on sale for Summer 15. Sensatori has seen year-on-year pax growth of 40% since it was launched in FY09. Unique content has grown from 68% in FY13 to 71% in FY14. Our Specialist & Activity brand Citalia launched Citalia Secrets, offering pre-departure knowledgeable advice and hidden secrets on customer chosen destinations in Italy. Our range and diversity is attractive to our customers Why is it important? The increase in airline capacity, and continued success of Low-Cost Carriers, has created a large market of customers looking for a range of accommodation options all over the world. To capture this market, it is imperative that digital content is clear, relevant and well presented. Getting this right will ensure customer loyalty and repeat customers. What are we doing about it? Selling a wide variety of product, in terms of high quality, destination and budget. In FY14 we added a further seven destinations to our Accommodation Wholesaler portfolio and increased our hotel count to nearly 70,000. In FY14 the Accommodation Wholesaler business diversified its offering to also sell transfers and activities. With nearly 20,000 transfers and activities contracted for FY14, it is building a solid position in a profitable market place. Over the past year Accommodation Wholesaler TTV has grown significantly in the key regions of Asia and Africa which has contributed to an impressive divisional TTV growth rate of 15% year-on-year. FY14 saw a 37% increase in hotel inventory on Malapronta, driven by domestic content.

18 16 TUI Travel PLC Annual Report & Accounts STRATEGIC report HOW WE DO IT: Our key strategic drivers 2. Brands & Distribution brands & Distribution case study Successful Sensatori Thomson s Sensatori brand champions affordable luxury and is designed to fuel the senses with world class spas and gourmet dining. As a result of its huge popularity, it is set to grow by 50% over the next year, opening three new resorts: Sensatori Ibiza, Sensatori Resort Aphrodite Hills (Cyprus) and Sensatori Resort Fethiye (Turkey). Sensatori Resort Aphrodite Hills, Cyprus

19 TUI Travel PLC Annual Report & Accounts Strategic REPORT Directors report Financial statements Shareholder information 17 We remain committed to our focus on direct distribution and being online driven Why is it important? The benefits from a direct distribution strategy are two-fold: it enables us to form a direct relationship with the customer, and thereby understand more about what they are looking for, and also drives down our distribution costs. Customers increasingly expect a standardised service and offering across different devices and therefore we need to ensure we are ahead of the curve with our digital developments. In a densely populated industry, the robustness of our brand names and the financial security and quality they promise are very important. Recognisable brands are particularly important in an online world, helping to direct organic traffic and improving conversion. What are we doing about it? In our capacity as an end-to-end operator we consider online as the whole journey from inspiration, to booking, to the holiday itself, as well as returning and sharing experiences through social media. We recognise the changing role of the travel agency which remains an important part of the booking process for many of our customers. Our new concept stores, which incorporate digital elements and inspiration, have seen increased traffic and improved customer interaction and this year our Thomson stores beat cross industry competition to win the Digital Store of the Year award. These efforts have seen our direct share of bookings increase from 66% in FY13 to 68% in FY14. Thomson Sport, the sports-fan focused arm of Specialist & Activity, recently signed a partnership with Manchester City to be the club s official supplier of supporter travel, and another brand, Gullivers, signed a similar six-year deal with the Welsh Rugby Union. Distribution is key to the successful performance of the Online Accommodation business Why is it important? Unlike our tour operator business, we do not have input into the physical content but instead create value with our digital content, branding and distribution. In our Accommodation Wholesaler business, we have a long established reputation to maintain so that we can grow both with existing customers and in new geographies. Our customers expect an easy-to-use interface, breadth of content and reliable service; delivery of this is a critical success factor. Our Accommodation OTA brands operate in a far more crowded market place where having a trusted and recognisable brand is vital in driving online traffic. Therefore working on our brand to increase awareness is the most efficient way to attract new customers. What are we doing about it? FY14 saw particular focus on the growth of our agency distribution arm Bedsonline. Efforts in Europe and the Americas in particular saw agent numbers increase by nearly 30%. Our Accommodation Wholesaler business partnered with easyjet holidays in mid-, becoming the operator s accommodation provider. This partnership allows distribution of our content to a far wider customer base. In our Accommodation OTA business we remain focused on building on our strong brand positioning of LateRooms.com in the UK and expanding in the emerging markets through AsiaRooms.com and MalaPronta.com. This year LateRooms.com brand messaging reached over one million users across all social media platforms including Google+, Instagram, Facebook, Tumblr, Pinterest and Twitter. Mainstream Direct Distribution now 68%

20 18 TUI Travel PLC Annual Report & Accounts STRATEGIC report HOW WE DO IT: Our key strategic drivers 3. Technology technology case study TUI Digital Assistant now Live in Five This year has seen the international roll-out of the TUI Digital Assistant (TDA). Capitalising on the scale of our business, the app, which was first developed for the UK as My Thomson, has been translated for five of our key source markets. With a total of over one million downloads to date 120,000 in the month of July alone the Digital Assistant is a one stop shop for everything customers need. Available for Android and ios devices, it includes everything from inspiration, research, booking, flight information and luggage allowance details, to maps to help customers plan the best route to the airports. The TDA has a number of exciting new innovations planned in 2015.

21 TUI Travel PLC Annual Report & Accounts Strategic REPORT Directors report Financial statements Shareholder information 19 Technology underpins the distribution and content pillars of our strategy Why is it important? The complexity of our product (multiple components) and distribution pattern (e.g. a six-month lag between purchase and consumption) requires us to have robust and inter-linking systems to ensure a seamless customer service and reliable management information. Innovation in technology means we can develop new ways to inspire our customers and make their booking process as user-friendly as possible. Enables us to offer our customers the best possible value by having an efficient technology infrastructure and therefore driving maximum savings and efficiencies. What are we doing about it? This year Thomson launched a system called Connect, linking the digital, retail and call centre businesses. Connect allows customer information to be shared across booking platforms, meaning online or call-centre bookings can be followed up in shops. The system will make customer data available from the point of booking onwards, allowing frontline staff to offer a more personalised service. In FY14 we launched Holiday Open Day, an online tool which allows the customer to virtually explore and select different options which our concepts offer and consequently suggest the most suitable product for their next holiday. We rolled out the TDA in other markets (from Sweden to Austria) whilst simultaneously updating its functionality. The app had been downloaded one million times with more updates in the pipeline. Our Specialist business also launched a range of successful apps, most notably: Crystal Ski Explorer complemented by live Facebook, live chat and mobile optimised sites to support their multi-channel distribution strategy. Investment in Technology is essential for our online-based Accommodation businesses Why is it important? Similarly to our tour operator business, the main areas where technology can benefit our business are through enhanced user experience at the front end and the rationalisation of systems and platforms at the back end. As our OTAs interact directly with the customer, user experience is of utmost importance as customers have come to expect an intuitive and fast interface that delivers relevant results. Having efficient technology platforms allows us to drive cost savings and therefore provides further value to our customers. What are we doing about it? Accommodation Wholesaler s in-house platform is one of the most robust and flexible in the industry, allowing for quick connectivity with hotel suppliers as well as our customer base of travel agencies, tour operators and OTAs. FY14 saw the launch of the dedicated XML link for the transfer and activity bank which we expect to gain further traction next year. In our Accommodation OTA business, we are continuing to invest in a new platform to support our growth strategy: the Brazilian OTA Malapronta started offering payments by instalments in FY14 an option which is very popular in that market, accounting for over 42% of online purchases. Following the success last year of the LateRooms app, apps were launched for AsiaRooms and Malapronta in early FY14 and have generated over 600k downloads to date across the three brands. 1 million TDA downloads

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